ALICE
(suddenly sweet)
You never told me your name.
He draws himself upright, sniffing his pink nose officiously.
WHITE RABBIT
Sir Nivens McTwisp, Esquire,
Junior, the fifty-seventh.
ALICE
Sir McTwisp…you are the most
well-spoken, best-dressed
rabbit I’ve ever encountered.
WHITE RABBIT
Well, naturally.
ALICE
I am confident you’ll find
a way. We’ll go to the Hatter
as soon as I return.
She hurries off.
INT. THE PARLOR- THE QUEEN
The Queen has gone to the window, lost in the stormy sea of
sibling rivalry.
RED QUEEN
My little lily white limp
dish rag of a sister…why do
they still follow her?
Stayn comes up behind her, but he doesn’t touch her.
KNAVE OF HEARTS
I cannot fathom it. You are
KNAVE OF HEARTS (CONT.)
clearly superior as a Queen and
a woman.
RED QUEEN
I know. But she has a nasty
little talent that I lack.
KNAVE OF HEARTS
Which is…?
RED QUEEN
She can make anyone fall in love
with her. Even my dear husband
fell under her spell.
Her dark, bitter gaze travels down to the grim moat below.
RED QUEEN (cont.)
I had to do it. He would have
left me.
KNAVE OF HEARTS
I know. The humiliation.
RED QUEEN
I have never understood what they
all see in her, being as ugly as she
is. I think it is because she’s always
agreeable. That’s not so difficult.
Anyone can do it. I can be agreeable.
He almost laughs.
KNAVE OF HEARTS
Of course you can, Majesty.
RED QUEEN
Iat themlove her! Why do I need
their loyalty when I have you?
She reaches back, clutching for his hand. He lets her grope
for a moment before he allows her to find it. She leans her
large head back…her eyes dewy and cowlike.
RED QUEEN (cont.)
I do have you, don’t I, Stayn?
He smiles but does not answer.
EXT. THE GREAT LAWN – NEAR THE BUSHES
Big Alice searches in the bushes for the Hat. She passes the
hedgehog she freed. He’s cleaning the caked dirt of f his fur.
ALICE
Ah!
The hedgehog pauses in his ministrations to watch as Alice
picks the Hat up…normal size to her now. She wipes the mud off
and straightens it out with loving care.
INT. THE DUNGEON – DAY
Prisoners moan in the shadows. Others sob. Some howl
piteously. Water drips from somewhere. The Dungeon Keeper, a
PROBOSCIS MONKEY, is slovenly and passed out from too much
wine. The White Rabbit approaches, clears his throat
officiously.
WHITE RABBIT
The Queen has requested a complete
inventory of all the prisoners.
DUNGEON KEEPER
A what?
WHITE RABBIT
List. Names, how long they’ve been
imprisoned, what they’ve been
charged with.
DUNGEON KEEPER
There’s no telling. Some of ’em
have been here since before I can
remember. I think there’s a few
dead ones back there.
WHITE RABBIT
Then we’ll need the names of the
deceased as well. She’ll also need
day of execution, type of execution,
be it hanging, beheading, poisoning,
slow starvation or foot rot and if
there was any torture…what type?
As they talk, big Alice in cloak and hood crouches low and
passes by in the shadows.
WHITE RABBIT (cont.)
You had best get started. The Queen
requires the inventory by tonight.
DUNGEON KEEPER
What does she expect of me? I
can’t do it all myself.
WHITE RABBIT
And so, I’ve brought my aides
c/a campe to assist you.
The Tweedles step forward withpaper and writing utensils.
TWEEDLEDUM
We’ll be writing the names.
Last names first.
TWEEDLEDEE
No. First names last.
TWEEDLEDUN
This is what I said. First
names last.
TWEEDLEDEE
Contrariwise, you said last
names first.
TWEEDLEDUM
It’s being the same.
TWEEDLEDEE
It’s not being the same.
The Dungeon Keeper looks utterly bewildered.
WHITE RABBIT
I’ll leave you to your work.
INT. THE DUNGEON – DAY – CONT.
Alice moves through the dark tunnels lined with prison cells.
Inside, prisoners, both human and animal, huddle together in
the cold or pace, driven half-mad by the darkness and
solitude. Alice is overwhelmed by the cruelty and deprivation.
An imprisoned courtier reaches out for her as she passes.
IMPRISONED COURTIER
Help me, sister. I’ve done nothing
wrong. All I did was mention the
size of her head.
ALICE
I’m sorry. I’ll do what I can.
She moves on, passing a Bloodhound pacing her cell. Alice
stops.
ALICE (cont.)
Do you know if there is a Hatter
imprisoned here?
FEMALE BLOODHOUND
Just up there. He’s a strong one.
They’ve put him through hell.
Alice notices her pups shivering in the corner.
ALICE
I believe I met your husband.
The bloodhound’s ears perk up. Life fills her face.
FEMALE BLOODHOUND
Bayard? Where is he?
ALICE
(gently)
Very near. He’s very near.
The Bloodhound sighs, comforted by the thought.
FEMALE BLOODHOUND
Thank you for telling me.
Alice moves on past more cells with more pitiable creatures,
then comes upon the Hatter
THE HATTER’S CELL – CONT.
He’s slumped on the floor. His clothes torn and bloodied.
ALICE
Tarrant?
He looks up. His face is bruised and marked with lacerations.
Confusion, then recognition cross his face followed by
surprise at her new size.
MAD HATTER
You’ve grown.
ALICE
Blame it on an overindulgence
of upelkuchen.
He smiles, but the effort is painful.
ALICE (cont.)
I’ve brought you something.
She passes the Hat to him through the bars. He puts it on.
ALICE (cont.)
There you are. You look yourself
again.
MAD HATTER
Should I wear it to my execution,
do you think?
ALICE
We’re going to get you out
before that!
MAD HATTER
You must not worry about me.
The Vorpal sword is here in the
castle. Retrieve it and…
ALICE
I came here to help you.
MAD HATTER
You will be helping me and
everyone in Underland.
ALICE
Tarrant, they’re going to execute
you! Don’t you want to live?
MAD HATTER
Not in a world of her making!
ALICE
But this world would not be
the same without you in it.
His eyes soften. He reaches through the bars and gently
touches her cheek.
MAD HATTER
You could almost make me forget
what I have sworn to do.
The White Rabbit arrives, breaking their private moment.
The Hatter nods to him, all business once again.
MAD HATTER (cont.)
Retrieve the Sword, Alice. Return
it to the White Queen in Marmoreal.
It’s the only chance we have.
ALICE
Where do they keep it?
MAD HATTER
Nivens will take you.
ALICE
When I come back, we’ll all
go to Marmoreal together.
He adjusts his hat to a daring angle.
MAD HATTER
Thank you for my hat.
With a last look at him, she allows the Rabbit to lead her
off.
INT. THE RED QUEEN’S CASTLE – LATER
Big Alice follows the Rabbit. The courtiers nod to her with
reluctant respect. Courtier Long-Ears smiles stiffly as she
passes.
EXT. THE RED QUEEN’S CASTLE – NIGHT
The White Rabbit leads her out of the back of the castle
toward an extremely large barnlike structure in the distance.
EXT. THE STABLES- NIGHT
They reach the out-building. The Rabbit attempts to lift the
heavy bar across the door. She has to help him. As the door
swings open, they both react to the horrific stench which
emanates from inside…a smell that Alice recognizes.
ALICE
The Bandersnatch!
WHITE RABBIT
Shh! Come in.
INT. THE BANDERSNATCH STABLE – DAY – CONT.
It’s dim inside. A thin shaft of light shines down on the
Bandersnatch. He’s lays alone in his stall, the bones of a
recent meal scattered in the mud. The creature is filthy. It
lays its huge ugly head on its paws and moans. The socket with
the missing eye oozes puss and blood. Maybe it’s because Alice
is bigger now, but the Bandersnatch seem less intimidating.
The sight of the lonely, miserable creature is almost heart-
wrenching.
ALICE
Where’s the Sword?
The Rabbit motions to the stall.
ALICE (cont.)
In there with him?
Alice turns and goes back outside.
EXT. THE BANDERSNATCH STABLE – CONT.
The Rabbit runs out after her.
ALICE
I can’t do it. It’s not possible!
WHITE RABBIT
You haven’t even made an attempt.
ALICE
That creature tried to kill me!
Look what he did to my arm!
She shows him the wound on her arm. It’s larger,
very swollen,
red streaks emanate from the still open wound. He gasps.
WHITE RABBIT
The Bandersnatch did that?
He gets very nervous and twitchy.
WHITE RABBIT (cont.)
Dear oh dear! Why haven’t you
mentioned this?
Even Alice is surprised at how bad it looks.
ALICE
It wasn’t this bad before.
He starts breathing fast, flapping his paws.
WHITE RABBIT
Dear oh dear…
ALICE
What’s wrong with you?
WHITE RABBIT
I’m a bit.. .squeamish.
His eyes roll back and he faints. She sighs and crouches down
to fan him.
INT. THE CASTLE KITCHEN – LATER
It’s chaos in the kitchen with squirrel cooks, cat scullery
maids, pig pastry chefs, et al. Alice finds a pot of boiling
water. She dips a cloth into it and slips out again.
INT. A CHAMBER – DAY – CONT.
She ducks into a small chamber to clean the wound on her arm.
The door opens as the Fish Butler and the Dormouse enter.
She’s dressed as a house maid.
FISH BUTLER
You can start by dusting this
room. Leave not a speck.
The Dormouse curtsies awkwardly.
THE DORMOUSE
Not a speck, sir.
The Fish goes out.
ALICE
Mal lymkun?
THE DORMOUSE
You again!
ALICE
I’m glad you’ve come. You can
help me free the Hatter.
THE DORMOUSE
I come to free the Hatter on
my own. I don’t need help.
Looking at her, Alice has a sudden thought.
ALICE
Do you still have the Bandersnatch
eye?
The Dormouse hikes up her maid’s skirt to reveal her breeches
beneath, the Bandersnatch eye still at her waist.
THE DORMOUSE
It’s my good luck charm. I
wouldn’t be without it.
ALICE
I’ll be needing that.
The Dormouse’s hand goes to it possesively. Stayn looks in.
KNAVE OF HEARTS
There you are, Uum. The Queen’s
looking for you.
(to the Dormouse)
Get out.
The Dormouse doesn’t move. He pushes her out forceably. In
his eagerness to be alone with Alice, he doesn’t notice the
door is left ajar. He turns to her with a sly lascivious
smile.
KNAVE OF HEARTS (cont.)
You are very beautiful.
ALICE
I should be going…
She tries to move past him, but he grabs her arm. She cries
out from the pain of the wound. He pushes her against the
wall, planting both hands on either side of her.
KNAVE OF HEARTS
If you are nice to me, I can make
life very easy for you here.
Courtiers pass by the open door including Lady Long Ears.
Seeing them, she hangs back, her long ears attuned to every
whisper.
ALICE
I can make my own way in the
Queen’s court, thank you.
KNAVE OF HEARTS
You are so very…wonderfully
large.
He leans in for a kiss. Seeing this, Lady Long Ears hurries
off.
ALICE
No!
She pushes past him and runs out.
INT. THE HALLWAY – CONT.
Lady Long Ears is whispering to the outraged Queen.
RED QUEEN
After all I’ve done for her!
They glance up as Alice comes out, followed by Stayn. A
damning sight. Stayn puts the blame on Alice.
KNAVE OF HEARTS
She’s not shy, this Uum. I told
her my heart belonged to
another, but she wouldn’t listen.
The Queen goes bright red with rage.
RED QUEEN
Of f with her head!
The guards grab Big Alice. It takes four of them to subdue
her.


